Beam Global

Previous wording

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current wording

Item 2. Management**’s Discussion and Analysis of Financial Condition and Results of Operations

Previous wording

Our revenues for the first six months of 2025 were $13.4 million, a 54% decrease from $29.4 million for the first six months in 2024. We believe that the decrease in revenue is a result of uncertainty in the U.S. government’s zero emission vehicle strategy. These matters have particularly impacted our larger federal customers and we do not believe that they signify any fundamental reduction in demand for our products. As we continue to invest in our sales resources, we hired a new Director of Channel Partnerships in Europe in September 2024 to drive growth in commercial and government sectors. International customers comprised 37% of all revenue as of June 30, 2025 compared to 15% for the six months ended June 30, 2024. Revenues derived from non-government commercial entities increased by 15% for the six months from 2024 to 2025 and were 60% of total revenues in 2025. For the six months ended, June 30, 2025, the Company’s sales to federal, state and local governments represented 40% of revenues verses 76% of the same period revenues in 2024.

Current wording

Our revenues for the first nine months of 2025 were $19.2 million, a 53% decrease from $40.9 million for the first nine months in 2024. We believe that the decrease in revenue is a result of uncertainty in the U.S. government’s zero emission vehicle strategy. These matters have particularly impacted our larger federal customers and we do not believe that they signify any fundamental reduction in any future demand for our products. As we continue to invest in our sales resources, we hired a new Director of Channel Partnerships in Europe in September 2024 to drive growth in commercial and government sectors. International customers comprised 39% of all revenue as of September 30, 2025 compared to 20% for the nine months ended September 30, 2024. Revenues derived from non-government commercial entities increased by 2% for the nine months from 2024 to 2025 and accounted for 67% of total revenues in 2025. For the nine months ended, September 30, 2025, the Company’s sales to federal, state and local governments represented 34% of revenues verses 70% of the same period revenues in 2024.

Previous wording

We continue to invest in sales employees, resellers and distribution partners, marketing resources, diversifying our product portfolio with new product offerings and expanding our geographic footprint to reduce our reliance on single large orders of our EV ARC™ product from federal agencies, although we believe that that opportunity still exists. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases and our new and existing products are brought to larger international audiences, our business will be less impacted by specific variations in order timing. We have initiated a program of resellers, agents and distributors, as a sales force multiplication strategy without adding to our operating costs, as they are only compensated when they sell products. This means that we can take our greatly expanded product portfolio and sell it into greatly expanded geographic opportunities, without having to invest significantly. We now have resellers and agents in the United States, Spain, Portugal, Italy, Germany, Austria, Switzerland, Caribbean, Central America, the Balkans, the Middle East, Africa and Australia.

Current wording

We continue to invest in sales personnel, reseller and distribution partnerships, marketing initiatives, and the diversification of our product portfolio through new offerings, while expanding our geographic footprint to reduce reliance on large, single orders of our EV ARC™ product from federal agencies. We believe, however, that this opportunity continues to exist. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases and our new and existing products are brought to larger international audiences, our business will be less impacted by specific variations in order timing. We have initiated a program of resellers, agents and distributors, as a sales force multiplication strategy without adding to our operating costs, as they are only compensated when they sell products. This means that we can take our greatly expanded product portfolio and sell it into greatly expanded geographic opportunities, without having to invest significantly. We now have resellers and agents in the United States, Spain, Portugal, Italy, Germany, Austria, Switzerland, Caribbean, Central America, the Balkans, the Middle East, Africa and Australia.

Previous wording

The Company believes there continues to be a high level of support for funding EV charging infrastructure from both commercial and government entities. We have in place a Multiple Award Schedule Contract with the General Services Administration (GSA) that helps streamline purchases from Federal agencies and state and local governments. In addition, the GSA awarded Beam Global a federal blanket purchase agreement in April 2022 which provides federal agencies a streamlined procurement process for procuring EV ARC™ systems. In Q2 2025, the contract was extended until October 31, 2030. In the six months ended June 30, 2025, we recorded revenues of $1.1 million for federal customers, compared to $13.7 million for the same period in 2024. We expect to see uneven orders from quarter to quarter, especially with our federal customers, but over time we expect our revenues to grow. Our commercial, non-government, revenues increased as a percentage of our revenues from 24% to 60% from the first six months of 2024 to the first six months of 2025. Our geographic expansion into Europe and our additional business development activities in the Middle East and Africa are, we believe, also providing opportunities for growth which are not dependent on, or impacted by, shifts in U.S. government zero emission vehicle policies. The new products we have brought to market offer values, which are also not dependent upon U.S. federal government investment.

Current wording

We have in place a Multiple Award Schedule Contract with the General Services Administration (GSA) that helps streamline purchases from Federal agencies and state and local governments. In addition, the GSA awarded Beam Global a federal blanket purchase agreement in April 2022 which provides federal agencies a streamlined procurement process for procuring EV ARC™ systems. In Q2 2025, the contract was extended until October 31, 2030. On November 12, 2025, the Company announced being awarded a cooperative purchasing contract by Sourcewell, expanding it's offerings to U.S. military, state and local government agencies, and higher education institutions across North America. Sourcewell combines the purchasing power of over 50,000 participating public agencies, offering hundreds of awarded supplier contracts across public sector and educational organizations to procure the Company's sustainable infrastructure and energy storage solutions through a ready-to-use, negotiated, Sourcewell-vetted contract, streamlining the public purchasing process. In the nine months ended September 30, 2025, we recorded revenues of $1.1 million for federal customers, compared to $14.9 million for the same period in 2024. The reduction in federal revenue comes from the current administration's mandate to federal agencies to cease the acquisition and use of electric vehicles and charging infrastructure. The prior administration was focused heavily on leading EV adoption and incentivizing growth in the broader industry. Beam Global experienced significant growth in federal sales as a result. Our commercial, non-government, revenues increased as a percentage of our revenues from 31% to 67% from the first nine months of 2024 to the first nine months of 2025. Our geographic expansion into Europe and our additional business development activities in the Middle East and Africa are, we believe, also providing opportunities for growth which are not dependent on, or impacted by, shifts in U.S. government zero emission vehicle policies. The new products we have brought to market offer values, which are also not dependent upon U.S. federal government investment.

Previous wording

We expect the electric vehicle market to continue to experience significant growth globally over the next decade, which will in turn increase demand for additional EV charging infrastructure. We believe we are positioned to benefit significantly from this growth. Additionally, we are in compliance with the Build America, Buy America Act, which ensures that our U.S. products are manufactured for our U.S. customer in the United States using a sufficient amount of domestically sourced materials, we will meet federal domestic production requirements. Furthermore, obtaining the CE mark (Conformité Européenne) a mandatory certification indicating that a product complies with European Union (EU) health, safety, and environmental protection standards, on EV ARC™, BeamBike™, BeamWell™ and BeamPatrol™ products, is required for our products to be freely traded within the European Economic Area (EEA). We believe these certifications our credibility, strengthen consumer trust, and increase demand for our products, particularly among federal, state, and local government agencies.

Current wording

We expect the electric vehicle market to continue to experience significant growth globally over the next decade, which will in turn increase demand for additional EV charging infrastructure. We believe we are positioned to benefit significantly from this growth. Additionally, we are in compliance with the Build America, Buy America Act, which ensures that our U.S. products are manufactured for our U.S. customers in the United States using a sufficient amount of domestically sourced materials. Furthermore, obtaining the CE mark (Conformité Européenne) a mandatory certification indicating that a product complies with European Union (EU) health, safety, and environmental protection standards, on EV ARC™, BeamBike™, BeamWell™ and BeamPatrol™ products, is required for our products to be freely traded within the European Economic Area (EEA). We believe these certifications our credibility, strengthen consumer trust, and increase demand for our products, particularly among federal, state, and local government agencies. Beam Global manufactures many products which are not related to EV charging such as our batteries, energy security and smart cities products. While the current administration is not aligned with the electrification of transportation they are firmly in favor of domestically produced products for energy storage and energy security. Our BABA compliance will continue to be an asset for the Company as greater emphasis is placed on US production of critical infrastructure products such as those produced by Beam Global.

Previous wording

In October 2023, the Company acquired Amiga (now renamed Beam Europe), an established manufacturer of specialized steel structures and equipment, producing streetlights, communications and energy infrastructure whose manufacturing, engineering and sales teams service municipalities, states and commercial customersin 18 nations. The addition of Amigahas expanded Beam’s presence into the European, Middle Eastern and African markets and increased our production, engineering, sales and product development expertise. The EU has mandated a transition to zero emission vehicles by 2035, and they are heavily focused on green and sustainable energy. An increase in electric vehicles adoptions will increase the demand for charging infrastructure. We believe that our sustainably energized, rapidly deployed and highly scalable products can play a major role in the provision of EV charging infrastructure for all types of electric vehicles, bikes, scooters and motorcycles in Europe, the Middle East and Africa.

Current wording

In October 2023, the Company acquired Amiga (now renamed Beam Europe), an established manufacturer of specialized steel structures and equipment, producing streetlights, communications and energy infrastructure whose manufacturing, engineering and sales teams service municipalities, states and commercial customers in 19 nations. The addition of Amiga has expanded Beam’s presence into the European, Middle Eastern and African markets and increased our production, engineering, sales and product development expertise. The EU has mandated a transition to zero emission vehicles by 2035, and they are heavily focused on green and sustainable energy. An increase in electric vehicles adoption will increase the demand for charging infrastructure. We believe that our sustainably energized, rapidly deployed and highly scalable products can play a major role in the provision of EV charging infrastructure for all types of electric vehicles, bikes, scooters and motorcycles in Europe, the Middle East and Africa.

Previous wording

In June 20, 2025, Beam entered into a joint venture agreement with the Platinum Group L.L.C, a diversified, multi-billion-dollar conglomerate operating in energy, real estate, finance and investing, healthcare, information technology, sports and entertainment, food services and legal services in the Emirate of Abu Dhabi, United Arab Emirates. Chaired by His Royal Highness, Sheikh Mohammed Sultan Bin Khalifa Al-Nahyan, the Platinum Group UAE is recognized for its well-established and trusted relationships across government and industry. Beam Global and the Platinum Group will form a new entity, Beam Middle East LLC, a Limited Liability Company in Abu Dhabi which will sell and manufacture Beam Global’s patented sustainable infrastructure solutions for transportation electrification, energy storage, energy security, and smart city development across the Middle East and African regions. This joint venture marks a significant milestone in our global expansion strategy and positions us to capture growth in a region projected to invest over $1 trillion in renewable energy by 2030. Beam Middle East will be headquartered in Masdar City, a pioneering sustainable urban community and world-class business and technology hub. Masdar City is located in Abu Dhabi, the capital of the UAE, strategically positioned at the center of the country’s drive toward a net-zero future by 2050.

Current wording

In June 20, 2025, Beam entered into a joint venture agreement with the Platinum Group L.L.C, a diversified, multi-billion-dollar conglomerate operating in energy, real estate, finance and investing, healthcare, information technology, sports and entertainment, food services and legal services in the Emirate of Abu Dhabi, United Arab Emirates. Chaired by His Royal Highness, Sheikh Mohammed Sultan Bin Khalifa Al-Nahyan, the Platinum Group UAE is recognized for its well-established and trusted relationships across government and industry. Beam Global and the Platinum Group has formed a new entity, Beam Middle East LLC, a limited liability company in Abu Dhabi which will sell and manufacture Beam Global’s patented sustainable infrastructure solutions for transportation electrification, energy storage, energy security, and smart city development across the Middle East and African regions. We believe this joint venture marks a significant milestone in our global expansion strategy and positions us to capture growth in a region projected to invest over $1 trillion in renewable energy by 2030. Beam Middle East will be headquartered in Masdar City, a pioneering sustainable urban community and world-class business and technology hub. Masdar City is located in Abu Dhabi, the capital of the United Arab Emirates, strategically positioned at the center of the country’s drive toward a net-zero greenhouse-gas emissions by 2050.

Previous wording

The Company’s gross margin improved as a percentage of sales and was 20.3% for the three months ended June 30, 2025, up 4.4 percentage points from the gross margin reported in for the same period in 2024. For the three months ended June 30, 2025, 87.9% of EV ARC™ sales reflected the price increase implemented in 2023. The gross profits included a negative impact of $0.8 million for non-cash depreciation and intangible amortization. The gross margin net of non-cash items was 29.5%. The Company expects to see costs of goods sold continue to decrease over time. We have continued to implement lean manufacturing process improvements and make engineering changes to our products, which we expect to result in cost reductions. Many of the components that we integrate into our products are manufactured by others. We continue to identify components and sub-assemblies that may be more cost effective to produce in our Serbian facilities, which we believe may further reduce our costs, increase our gross margins, and significantly increase the potential output from our U.S.-based factories. We expect that the receipt of orders may be inconsistent quarter over quarter, however, we expect that in the long term, our revenues will grow as we expand our product offerings and geographic reach and because we expect to see a significant increase in the global demand for electric vehicle charging infrastructure. As such we do not anticipate significant pricing pressure on our products. The increase in demand for electric vehicle charging infrastructure and, we believe, over the long term, our revenues, combined with the cost-cutting measures described above, lead us to believe that we will continue to see improvement in our gross margins in the future. Beam Europe has the capability to perform several activities which we outsource in the U.S. We believe that in combination with a generally less expensive operating environment in Serbia, we will be able to produce our products in Europe less expensively than in the U.S., even as we continue to reduce our costs in the U.S.

Current wording

The Company’s reported a positive gross margin of 9.9% for the nine months ended September 30, 2025, down 2.5 percentage points from the gross margin reported in for the same period in 2024. For the three months ended September 30, 2025, 100% of EV ARC™ sales reflected the price increase implemented in 2023. The year to date gross profits included a negative impact of $2.2 million for non-cash depreciation and intangible amortization. The gross margin for the nine months ended September 30, 2025, net of non-cash items, was 21.5%. The Company expects to see costs of goods sold continue to decrease over time. We have continued to implement lean manufacturing process improvements and make engineering changes to our products, which we expect to result in cost reductions. Many of the components that we integrate into our products are manufactured by others. We continue to identify components and sub-assemblies that may be more cost effective to produce in our Serbian facilities, which we believe may further reduce our costs, increase our gross margins, and significantly increase the potential output from our U.S.-based factories. We expect that the receipt of orders may be inconsistent quarter over quarter, however, we expect that in the long term, our revenues will grow as we expand our product offerings and geographic reach and because we expect to see a significant increase in the global demand for electric vehicle charging infrastructure. As such we do not anticipate significant pricing pressure on our products. The increase in demand for electric vehicle charging infrastructure and, we believe, over the long term, our revenues, combined with the cost-cutting measures described above, lead us to believe that we will continue to see improvement in our gross margins in the future. Beam Europe has the capability to perform several activities which we outsource in the U.S. We believe that in combination with a generally less expensive operating environment in Serbia, we will be able to produce our products in Europe less expensively than in the U.S., even as we continue to reduce our costs in the U.S.

Previous wording

*Revenues.*For the three months ended June 30, 2025, our revenues decreased 52% to $7.1 million compared to $14.8 million for 2024. During the three months ended June 30, 2025, $0.2 million, or 2% of product sales, were to Federal customers. State and Local governments customers accounted for $2.2 million, or 32% of revenues. Revenues derived from non-government, commercial entities represented 66% of total revenues for the three months ended June 30, 2025 compared to 31% for the three months ended June 30, 2024. We continue to invest in sales, marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption, energy security and smart cities infrastructure requirements increase in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing.

Current wording

*Revenues.*For the three months ended September 30, 2025, our revenues decreased 50% to $5.8 million compared to $11.5 million for 2024. Revenues derived from non-government, commercial entities represented 82% of total revenues for the three months ended September 30, 2025 compared to 48% for the three months ended September 30, 2024. During the three months ended September 30, 2025, $1.0 million, or 18% of product sales, were to Federal, state and local government customers compared to 52% for the three months ended September 30, 2024. We continue to invest in sales, marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption, energy security and smart cities infrastructure requirements increase in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing. We expect this trend to continue for the duration of the current administration, however, we expect that the federal government will return to significant purchases of EV charging infrastructure in the future because we anticipate the global electrification trend to continue and we do not believe that future administrations on either side of the aisle will be able to continue to avoid the use of EVs or the infrastructure required to support them. We do not believe that car manufacturers will continue to manufacture gas and diesel vehicles for the United States while they make EVs for the rest of the world. This will be particularly true when Europe, the largest vehicle market in the world, bans the sale of all but zero emissions vehicles starting in 2035. Car manufacturers will have to streamline their supply chains in order to continue to be competitive especially because EVs will cost less to produce than internal combustion engined vehicles. Therefore, we expect that the decline in sales to federal entities will continue in the short term and then reverse dramatically when the return to EVs is essential. Furthermore, we believe that there will be a significant increase in the urgency in the requirements for charging infrastructure because the time lost during the current hiatus will need to be made up for. We expect that Beam Global's rapidly deployed and highly scalable solutions will play a significant role in catering to that urgency.

Previous wording

*Gross Profit.*The Company reported a positive gross profit of $1.4 million, a 20.3% gross margin for the three months ended June 30, 2025, compared to a gross profit of $2.4 million, a 15.9% gross margin in 2024. 22.3% of EV ARC™ sales in 2024 reflected the price increase implemented in 2023 and 87.9% in the first three months ended June 30, 2025. The gross profit includes a non-cash negative impact of $0.2 million for amortization of intangible assets resulting from the All-Cell acquisition. Without this non-cash expense, gross profit for 2025 would be $1.6 million, a 22.8% gross margin. We expect the Company’s revenue to grow in the future and our fixed overhead absorption to continue to improve.

Current wording

*Gross Profit.*The Company reported a gross loss of $28 thousand, a -0.5% gross margin for the three months ended September 30, 2025, compared to a gross profit of $1.2 million, a 10.7% gross margin in 2024. The gross profit for 2025 includes a non-cash negative impact of $0.6 million for depreciation and $0.2 million for amortization of intangible assets resulting from the All-Cell acquisition. Without this non-cash expense, gross profit for 2025 would be $0.7 million with a 12.8% gross margin. The gross profit for 2024 includes a non-cash negative impact of $0.6 million for depreciation and $0.2 million for amortization of intangible assets resulting from the All-Cell acquisition. Without this non-cash expense, gross profit for 2024 would have been $2.0M or 17.6% gross margin. We expect the Company’s revenue to grow in the future and our fixed overhead absorption to improve.

Previous wording

Comparison of Results of Operations for the Six Months Ended June 30, 2025 and 2024

Current wording

Comparison of Results of Operations for the Nine Months Ended September 30, 2025 and September 30, 2024

Previous wording

*Revenues.*For the six months ended June 30, 2025, our revenues decreased 54% to $13.4 million compared to $29.4 million for the same period in 2025. Revenues derived from non-government, commercial entities increased by 15% in 2025 compared to 2024 for the first six months through June. Revenues to non-government, commercial entities represented 60% of total revenues for the first six months ended June 30, 2025. During the first six months of 2025, revenues from California represented 22% of total revenues. Revenues were diverse across federal, state and local governments, as well as enterprise sector customers. International customers comprised 37% of the revenues for the first six months of 2025 compared to 15% for the same period in 2024, and were primarily from Beam Europe. We continue to invest in sales and marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing.

Current wording

Revenues. For the nine months ended September 30, 2025, our revenues decreased 53% to $19.2 million compared to $40.9 million for the same period in 2024. Revenues to non-government, commercial entities represented 67% of total revenues for the first nine months ended September 30, 2025. During the first nine months of 2025, revenues from California represented 19% of total revenues. International customers comprised 39% of the revenues for the first nine months of 2025 compared to 20% for the same period in 2024. We continue to invest in sales and marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing.

Previous wording

*Gross Profit.*For the six months ended June 30, 2025, our gross profit was $1.9 million, or 14.4% of sales, compared to a gross profit of $3.8 million, or 13% of sales in the same period of 2024. The margin improved by 1.4 percentage points, compared to prior year. This is primarily a result of cost improvements developed during 2023 which are now being recognized and the positive margins we are generating from the acquisition of Amiga and Telcom. Our gross profits were negatively impacted by $1.5 million for non-cash depreciation and intangible amortization. Our gross profits net of non-cash items was 25.3% versus 14.9% in the prior year. We continue to make engineering changes and work with suppliers to improve our costs which, along with support from our Serbian facilities, we believe will continue to improve our gross profit over time.

Current wording

Gross Profit. For the nine months ended September 30, 2025, our gross profit was $1.9 million, or 9.9% of sales, compared to a gross profit of $5.1 million, or 12.4% of sales in the same period of 2024. Our gross profits were negatively impacted by $2.2 million for non-cash depreciation and intangible amortization. Our gross profits net of non-cash items was 21.5% versus 18.3% in the prior year. We continue to make engineering changes and work with suppliers to improve our costs which, along with support from our Serbian facilities, we believe will continue to improve our gross profit over time.

Previous wording

*Operating Expenses and Impairment of Goodwill.*Total operating expenses were $21.9 million, for the six months ended June 30, 2025, compared to $11.7 million, for the same period in the prior year. The 2025 operating expenses included a $10.8 million goodwill impairment and a $1.5 million increase due to European acquisitions. Based on the results of the Company’s goodwill impairment procedures, the Company recorded goodwill impairment for the single reporting unit during the three months ended March 31, 2025. The Company believes the goodwill impairment reported during the three months ended March 31, 2025 is not a negative indicator of historic or current operating results and not a negative indicator of the future performance of our acquired entities or the Company in general have taken and continue to take significant steps to diversify our geographical reach and product offerings while focusing on strategic growth. The Company believes that the resulting non-cash charge has no impact on the Company’s cash flows or available liquidity.

Current wording

Operating Expenses and Impairment of Goodwill. Total operating expenses were $26.8 million, for the nine months ended September 30, 2025, compared to $11.6 million, for the same period in the prior year. The 2025 operating expenses included $10.8 million goodwill impairment and $7.7 million increase due to European acquisitions. Based on the results of the Company’s goodwill impairment procedures, the Company recorded goodwill impairment for the single reporting unit during the three months ended March 31, 2025. The Company believes the goodwill impairment reported during the three months ended March 31, 2025 is not a negative indicator of historic or current operating results and not a negative indicator of the future performance of our acquired entities or the Company in general have taken and continue to take significant steps to diversify our geographical reach and product offerings while focusing on strategic growth. The Company believes that the resulting non-cash charge has no impact on the Company’s cash flows or available liquidity.

Previous wording

The $10.0 million increase in operating expenses is mostly attributable to $10.8 million related to the change in fair value of contingent consideration, which is non-cash, for the All Cell, Amiga and Telcom acquisitions and $0.3 million related to increases in customer accommodation expenses offset by decreases of $0.7 million in sales commission expenses and $0.4 million in other consulting costs mostly related to Design Engineering and Sales. Total operating expenses excluding non-cash items were $8.2 million, which included $10.8 million fair value of contingent consideration, $1.8 million depreciation and amortization, $1.8 million for non-cash compensation and $0.5 million allowance for credit losses.

Current wording

The $15.1 million increase in operating expenses is mostly attributable to $10.8 million related to the change in fair value of contingent consideration, which is non-cash, for the All Cell, Amiga and Telcom acquisitions. Without this non-cash expense, operating expenses increased by $4.4 million year over year. The increases in operating expenses were mostly attributable to $1.1 million related to stock compensation, $0.5 million related to provisions for credit losses and $0.4 million for E&O reserves. Increases also related to $1.1 million in operating expenses for Beam Europe, $0.2 million related to R&D material expenses, $0.2 million related to building related expenses and $0.2 million related to increases in customer accommodation expenses. Total operating expenses of $26.8 million, excluding non-cash items, were $11.4 million, which included $10.8 million fair value of contingent consideration, $2.8 million in stock based compensation, $1.3 million allowance for credit losses and $0.7 million depreciation and amortization.

Previous wording

At June 30, 2025, we had cash of $3.4 million, compared to $4.6 million at December 31, 2024. We have historically met our cash needs through a combination of debt and equity financing and most recently through cash flow from our gross profit. Our cash requirements are generally for operating activities and acquisitions.

Current wording

At September 30, 2025, we had cash of $3.3 million, compared to $4.6 million at December 31, 2024. We have historically met our cash needs through a combination of debt and equity financing and through cash flow from our gross profit. Our cash requirements are generally for operating activities and acquisitions.

Previous wording

For the six months ended June 30, 2025, our cash used in operating activities was $2.1 million compared to $0.1 million for the six months ended June 30, 2024. Net loss of $19.8 million for the six months ended June 30, 2025 was decreased by $15.1 million of non-cash expense items that included $10.8 million for Goodwill impairment, $2.2 million for stock-based compensation, $1.8 million for depreciation and amortization, and $0.3 million in provisions for credit losses. Cash used in operations also included a $2.0 million decrease in accounts receivable, $1.9 million decrease in accounts payable, $1.5 million decrease in inventory, $0.5 million decrease in prepaid expenses and $0.1 million decrease in other long-term liabilities offset by $0.7 million increase in accrued expenses mostly related to short term sales taxes payable and salaries and wages.

Current wording

For the nine months ended September 30, 2025, our cash used in operating activities was $6.7 million compared to $3.1 million for the nine months ended September 30, 2024. Net loss of $24.7 million for the nine months ended September 30, 2025 was decreased by $17.0 million of non-cash expense items that included $10.8 million for Goodwill impairment, $2.7 million for depreciation and amortization, $2.5 million for stock-based compensation, $0.8 million amortization of operating lease right of use assets and $0.2 million in provisions for credit losses. Cash used in operations also included a $3.0 million decrease in accounts payable, $2.2 million decrease in accounts receivable, $1.7 million decrease in inventory, $0.5 million decrease in prepaid expenses, $0.5 decrease in other long term liabilities related to Beam Europe, $0.4 million decrease in accrued expenses mostly related to salaries and wages and $0.4 million decrease in operating lease liability offset by $0.6 million increase in deferred revenue and $0.3 million increase in sales short term sales taxes payable.

Previous wording

For the six months ended June 30, 2024, our cash used in operating activities was $0.1 million compared to cash used of $5.1 million for the six months ended June 30, 2023. Net loss of $8.0 million for the six months ended June 30, 2024 was increased by $4.2 million of non-cash expense items that included depreciation and amortization of $1.9 million, employee stock-based compensation expense of $1.3 million, offset by decreases of $0.6 million provision on credit losses and $1.5 million for a change in fair value of contingent consideration liabilities. Cash used in operations included a $3.3 million decrease in accounts receivable as well as a $1.7 million decrease in accounts payable primarily for inventory, $0.3 million decrease in prepaid expenses and other current assets offset by $1.7 million increase in accrued expenses, $1.0 million increase in inventory, and $0.3 million increase in deferred revenue.

Current wording

For the nine months ended September 30, 2024, our cash used in operating activities was $3.1 million compared to cash used of $13.8 million for the nine months ended September 30, 2023. Net loss of $6.7 million for the nine months ended September 30, 2024 was decreased by $1.2 million of non-cash expense items that included depreciation and amortization of $2.8 million, and employee stock-based compensation expense of $2.0 million offset by decreases of $4.3 million for a change in fair value of contingent consideration liabilities and $0.1 million provision on credit losses. Cash used in operations included a $5.0 million decrease in accounts receivable as well as a $1.7 million decrease in accounts payable primarily for inventory, $0.6 million decrease in operating lease liability and $0.5 million decrease in long term liabilities offset by $0.4 million increase in inventory, $0.3 million increase in deferred revenue, and $0.2 million increase in accrued expenses.

Previous wording

Cash used in investing activities in the six months ended June 30, 2025 was $0.8 million and June 30, 2024 was $3.0 million related to the purchases of equipment in both years. The six months ended June 30, 2024, including a $2.7 million reduction of deferred consideration for a cash payment for the Amiga acquisition.

Current wording

Cash used in investing activities in the nine months ended September 30, 2025 was $0.4 million related to purchases of property and equipment compared to $3.7 million purchased in the same period in the prior year related to deferred consideration of $2.7 million for a cash payment for the Amiga acquisition, $0.5 million used for the Telcom acquisition and $0.4 million for the purchase of equipment.

Previous wording

For the six months ended June 30, 2025, cash provided by our financing activities was $2.2 million related to proceeds from the At Market Issuance Sales Agreement with B. Riley Securities, Inc.,. compared to $1.4 million related to proceeds from exercise of warrants and proceeds from public offering issuance of common stock in the prior year.

Current wording

For the nine months ended September 30, 2025, cash provided by our financing activities was $6.6 million related to proceeds from the At Market Issuance Sales Agreement with B. Riley Securities, Inc., compared to $1.2 million for the same period in 2024. In 2024, $0.2 million related to restricted stock unit vesting offset by reductions of $0.8 million related to prior year proceeds from exercise of warrants, $0.5 million proceeds from sale of common stock under committed equity facility and $0.1 million related to borrowings of note payables related to leased vehicles.

Previous wording

Current assets decreased to $22.4 million at June 30, 2025 from $27.1 million at December 31, 2024, primarily due to a $1.9 million decrease in accounts receivable, $1.2 million decrease in cash, $1.0 million decrease in inventory and $0.6 million decrease in prepaid expenses. Current liabilities decreased $0.7 million at June 30, 2025 compared to December 31, 2024, primarily due to a $1.5 million decrease in accounts payable offset by $0.8 million increase in accrued expenses and sales tax payable. As a result, our working capital decreased to $9.8 million at June 30, 2025 compared to $13.8 million at December 31, 2024.

Current wording

Current assets decreased to $21.9 million at September 30, 2025 from $27.1 million at December 31, 2024, primarily due to a decrease of $2.1 million in accounts receivable, $1.2 million in cash, $1.1 million in inventory and $0.7 million in prepaid expenses. Current liabilities decreased $2.2 million at September 30, 2025 compared to December 31, 2024, primarily due to decreases of $2.6 million in accounts payable, $0.6 million in accrued expenses and $0.1 million in operating lease liabilities offset by increases of $0.7 million in deferred revenue, $0.3 million in sales tax payable and $0.1 million in contingent consideration. As a result, our working capital decreased to $10.9 million at September 30, 2025 compared to $13.8 million at December 31, 2024.

Previous wording

The Company has been focused on marketing and sales efforts to increase our revenues, and we believe those efforts have led to an increase in revenues by 144% from 2021 to 2022 and 206% from 2022 to 2023. Even though there was a decrease in revenues of 27% from 2023 to 2024, we believe our marketing and sales efforts have been impactful. The Company improved its gross profit in 2024 which has continued in 2025, and is expected to continue to improve in the future as a result of price increases implemented late 2023 being almost fully recognized in 2025 and benefits from cost reductions from several design changes. As revenues increase, we expect to continue to see our fixed overhead costs spread over more units, which will reduce the cost per unit further. The Company continued to see material cost reductions as synergies are recognized, especially with steel and battery cells, and we expect this trend to continue. This combined with engineering and manufacturing improvements should result in increasing gross profit margin on the EV ARC™ in the future.

Current wording

The Company has been focused on marketing and sales efforts to increase our revenues, and we believe those efforts have led to an increase in revenues by 144% from 2021 to 2022 and 206% from 2022 to 2023. Even though there was a decrease in revenues of 27% from 2023 to 2024, we believe our marketing and sales efforts have been impactful. The Company improved its gross profit in 2024 and is expected to continue to improve in the future as a result of price increases implemented late 2023 being almost fully recognized in 2025 and benefits from cost reductions from several design changes. As revenues increase, we expect to continue to see our fixed overhead costs spread over more units, which will reduce the cost per unit further. The Company continued to see material cost reductions as synergies are recognized, especially with steel and battery cells, and we expect this trend to continue. This combined with engineering and manufacturing improvements should result in increasing gross profit margin on the EV ARC™ in the future.

Previous wording

On April 11, 2025, the Company entered into an At Market Issuance Sales Agreement with B. Riley Securities, Inc., pursuant to which the Company has the right, but not the obligation, to sell up to $8 million in shares of its common stock, subject to certain terms and conditions. The At Market Issuance program generated aggregate net proceeds of $2.2 million during the six months ended June 30, 2025.

Current wording

On April 11, 2025, the Company entered into an At Market Issuance Sales Agreement with B. Riley Securities, Inc., pursuant to which the Company has the right, but not the obligation, to sell up to $8 million in shares of its common stock, subject to certain terms and conditions. The At Market Issuance program generated aggregate net proceeds of $6.7 million during the nine months ended September 30, 2025.